From A Major Writer of the Pacifica 2002 Bylaws

Carol Spooner – Nov. 2020

Dear friends and supporters of Pacifica Radio, and all its stations, KPFA, KPFK, KPFT, WBAI, and WPFW

Twenty years ago the Pacifica radio network was facing a crisis. The Board and Executive leadership had joined the mainstream in moving to the right and was attempting a takeover of the Pacifica Foundation. It appeared that their goal was to neutralize the message of radical critical analysis that Pacifica had offered for the previous 50 years. They posed such a threat to the network that many listeners and staff were unable to stand by and watch this happen, myself included. Several listener activist groups sprang to action around the country as well. Three lawsuits were filed to oust members of that Board and to protect the Foundation.

The lawsuits succeeded beyond our dreams. The Court allowed the listeners, and/or their representatives, to write new by-laws for the Foundation. We began that task with the intention of crafting by-laws that would (hopefully) ensure that Pacifica could withstand future attempts at a takeover. We thought that the best way to protect Pacifica from any type of political or corporate interference was to write by-laws that incorporated the ideas of a Foundation run by super democracy.

I am saddened to report that the exact opposite has occurred. The by-laws have resulted in nearly self-perpetuating boards, with the same people and their chosen successors reelected in factional slates year after year since 2003. The Foundation has been on the brink of financial collapse for several years due to mismanagement and self-serving and/or incompetent board members who just keep kicking the can down the road.

Pacifica, a desperately needed resource for these chaotic times, has lost its way. Our listenership has fallen drastically across the network, as much of our programming is not reaching or inspiring enough people to support and maintain the stations, while the Board has been unable and/or unwilling to address the need for cutting edge, incisive, inspiring and uplifting programming to meet the challenges we face locally, nationally, and around the world.

Frankenstien monster image

In our zeal to replace the old Board of Directors that ignored the history and purposes of the Foundation and the wishes of the membership in 2003 we created what we thought to be a truly democratic method for choosing a new board. Instead, a Frankenstein Board has emerged. We mistakenly believed that by including the element of single transferable voting in electing local and national Board members that the resulting Board(s) would be able to resolve the differing interests of various factions through dialogue and mutual commitment to the best interests of the membership and the Foundation. However, what has happened instead is that this entire governance system has been hijacked by competing factions consisting of some self-interested individuals, in league with small splinter groups, who have gamed the system to ensure that they control portions of the local station boards. The factions have passed control of the national Board of Directors back and forth like a ping-pong ball for years, with resulting chaos and decline of the network. What nonprofit corporation can survive 16 executive directors in 10 years? That is the track record of Pacifica.

A critical gap in the by-laws I helped to write was the failure to require any qualifications to serve on the board of directors. Consequently, the Boards, for the last 20 years, have lacked experience in either media, radio or financial oversight and controls. According to the most recent (2018) independent audit, the Foundation as a whole has lost over $12 million dollars in net worth since 2007, with a current total current net worth that is NEGATIVE -$4.6 million dollars. (KPFA is currently the only station in the network with a positive net worth of $2.5 million dollars, although KPFA too lost $2 million over that time period.)

In addition, listener support donations have fallen about 34% since 2007 (from about $12.5 million/year to about $8.3 million/year network-wide.) Yet no systematic analysis of the causes of this drop in listener support and membership has been undertaken to attempt to formulate a plan for reducing and turning around this disastrous trend.

This brings us to our current crisis that I believe will soon end in either the sale of more of Pacifica’s assets, or bankruptcy, or both. (The National Office Building in Berkeley was sold in 2018 for about $1 million to help pay off accumulated network debts.) Also, in 2018, the Foundation took out a $3.25 million loan secured by the KPFA, KPFK and KPFT buildings to pay off a court judgment for unpaid rent against WBAI and to fund moving WBAI to less expensive leased premises.

Pacifica currently has no financial reserves, and four of its five stations, except for KPFA, are failing to produce adequate revenues to fund their own expenses, and to pay their fair share of the network’s expenses. This has recently resulted in the layoff of the entire news staff of KPFK, our Los Angeles station. The Foundation has had almost three years to develop a well thought out plan to repay the $3.25 million loan the Board authorized 2-1/2 years ago to “rescue” the New York station. But the Boards for the past 2-1/2 years have ignored their fiduciary duty to protect the assets of the Foundation, in this instance by their failure to adopt a loan repayment plan. The loan is due in April 2021. This fact alone, coupled with the loss of listener support and programming that listeners want support, is sufficient grounds for us to totally rethink how Pacifica is currently being undermined and mismanaged.

I support efforts to rewrite the by-laws, hopefully crafting ones that genuinely protect the Foundation from its current, catastrophic management system.

Carol Spooner (Nov. 30, 2020)

For more information about another group’s efforts on Pacifica bylaws reform, see the web page for New Day Pacifica.

Pacifica Structure chart